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DIS

Disney

$109.97

-3.1 (-2.74%)

, TFCFA

21st Century Fox

$49.62

(0.00%)

17:14
03/19/19
03/19
17:14
03/19/19
17:14

Disney, 21st Century Fox say per share value of merger $51.572626

The Walt Disney Company (DIS) and Twenty-First Century Fox, Inc. (TFCFA, TFCF), in connection with Disney's acquisition of 21CF, announced that the per share value of the Merger Consideration has been calculated in accordance with the Merger Agreement to be $51.572626. The Acquisition will become effective at 12:02 a.m. Eastern Time tomorrow, March 20, 2019. At the effective time of the Acquisition, each share of 21CF common stock will be exchanged for $51.572626 in cash or 0.4517 shares of common stock of TWDC Holdco 613 Corp., the holding company that will own both Disney and 21CF following the Acquisition, subject to election, proration and adjustment procedures set forth in the Amended and Restated Agreement and Plan of Merger, dated as of June 20, 2018, by and among 21CF, Disney, New Disney, and certain of Disney's other subsidiaries. The number of shares of New Disney common stock comprising the Stock Consideration was determined by dividing the Per Share Value by $114.1801, which was the volume weighted average trading price of a share of Disney common stock on the New York Stock Exchange over the fifteen consecutive trading day period ending on (and including) March 15, 2019. The acquisition of 21st Century Fox's iconic collection of businesses and franchises will allow Disney to provide more appealing high-quality content and entertainment options to meet growing consumer demand; increase its international footprint; and expand its direct-to-consumer offerings, which include ESPN+ for sports fans, the highly-anticipated Disney+ streaming video-on-demand service launching in late 2019; and Disney and 21st Century Fox's combined ownership stake in Hulu. The acquisition includes 21st Century Fox's renowned film production businesses, including Twentieth Century Fox, Fox Searchlight Pictures, Fox 2000 Pictures, Fox Family and Fox Animation; Fox's television creative units, Twentieth Century Fox Television, FX Productions and Fox21; FX Networks; National Geographic Partners; Fox Networks Group International; Star India; and Fox's interests in Hulu, Tata Sky and Endemol Shine Group. Disney and 21st Century Fox entered into a consent decree with the U.S. Department of Justice last year under which Disney will divest 21st Century Fox's Regional Sports Networks. Earlier today, 21st Century Fox completed the spin-off of a portfolio of 21st Century Fox's news, sports and broadcast businesses, including the FOX News Channel, FOX Business Network, FOX Broadcasting Company, FOX Sports, FOX Television Stations Group, and sports cable networks FS1, FS2, Fox Deportes and Big Ten Network, and certain other assets and liabilities, into Fox Corporation. Disney is also acquiring approximately $19.8 billion of cash and assuming approximately $19.2 billion of debt of 21st Century Fox in the acquisition. The acquisition price implies a total equity value of approximately $71 billion and a total transaction value of approximately $71 billion. The acquisition is expected to be accretive to Disney earnings per share before the impact of purchase accounting for the second fiscal year after the close of the transaction, and to yield at least $2 billion in cost synergies by 2021 from operating efficiencies realized through the combination of businesses.

DIS

Disney

$109.97

-3.1 (-2.74%)

TFCFA

21st Century Fox

$49.62

(0.00%)

TFCF

21st Century Fox

$49.61

(0.00%)

  • 11

    Apr

DIS Disney
$109.97

-3.1 (-2.74%)

02/13/19
EDJN
02/13/19
UPGRADE
EDJN
Buy
Disney upgraded to Buy from Hold at Edward Jones
Edward Jones analyst Robin Diedrich upgraded Disney to Buy from Hold.
03/06/19
JPMS
03/06/19
NO CHANGE
JPMS
Disney streaming service can reach 160M worldwide subscribers, says JPMorgan
Disney om April 11 is expected to provide more detail on its direct-to-consumer initiatives, including the anticipated Disney-branded streaming service expected to launch late 2019, officially named Disney+, as well as ESPN+, which launched last year, JPMorgan analyst Alexia Quadrani tells investors in a research note. The analyst maintains a favorable view on the potential success of Disney+. She believes the streaming service can ultimately reach ~45M domestic and ~115M international subscribers for a total of 160M worldwide. Further, she points out that ESPN+ results have surpassed expectations. Quadrani believes Disney's multiplatform approach "is the only choice" and is confident the company "has the arsenal to succeed in this strategy." The analyst continues to have a suspended rating and price target on the shares.
03/08/19
BUCK
03/08/19
DOWNGRADE
Target $382
BUCK
Neutral
Buckingham downgrades Netflix to Neutral amid 'investor angst' over Disney+
As previously reported, Buckingham analyst Matthew Harrigan downgraded Netflix (NFLX) to Neutral from Buy, citing the stock's sensitivity to any market pullback, "investor angst" regarding what he calls "increasingly credible" competition from the Disney+ (DIS) streaming service and his concerns that his model for Netflix's long-term global membership growth may be optimistic given the rising competition. He also cites "further management flux" following the departure of the company's Chief Marketing Officer. Harrigan keeps a $382 price target on Netflix shares.
03/14/19
NEED
03/14/19
NO CHANGE
Target $85
NEED
Buy
Roku price target raised to $85 from $65 at Needham
Needham analyst Laura Martin raised her price target on Roku (ROKU) to $85 and kept her Buy rating, saying its 14% stock price decline yesterday was "overdone" while maintaining her view of the company as the "top pick for 2019". The analyst cites the company's position of an "arms dealer", aggregating 5K 3rd party streaming video apps into one platform. She also believes that "every new streaming service", including the upcoming offerings from Disney (DIS), AT&T (T) and Apple (AAPL) will sign contracts allowing for viewing on Roku device, adding that "TV advertisers" will have to follow the viewers since some 10M Roku users have no linear TV access. Moreover, Martin contends that Roku is in position to expand internationally or possibly be acquired.
TFCFA 21st Century Fox
$49.62

(0.00%)

TFCF 21st Century Fox
$49.61

(0.00%)

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